Focuses on investment management issues.
Represents alternative investment funds.
Handles compliance, securities trading and reporting issues and securities issues in connection with mergers and acquisitions (M&A) and restructuring.

Jason focuses on securities trading and reporting advice, investment advisor compliance and registration, and securities advice in respect to M&A.

Representative Work

Securities Trading and Reporting Advice

Represented multiple fund clients that were affiliates of issuers with the resale of securities under the Securities Act of 1933
Advised multiple fund clients in connection with filing exemptions from Schedules 13D and G and Forms 3, 4 and 5, and in connection with determining potential exemptions from disgorgement
Represented an activist fund in two ultimately successful proxy contests for a “short slate” of nominees to be elected to the board of directors of a public company
Represented a distressed debt fund in connection with the sale of a portfolio company’s equity securities as a selling stockholder in an initial public offering and follow-on offerings.
Assisted with bankruptcy structuring to address Section 13(d) and 16 issues.

Investment Adviser Compliance and Registration

Reviewed and commented on multiple Forms ADV Part 1A and Parts 2A and 2B
Reviewed multiple compliance manuals in connection with the Investment Advisers Act of 1940 and the Securities Act of 1933
Analyzed whether over 60 managers were required to register under the Investment Advisers Act of 1940
Advice regarding compliance on the various rules under the Investment Advisers Act of 1940.

Education
J.D., Washington University School of Law, 2001
B.A., University of Missouri - Columbia, summa cum laude, 1997

Bar Admissions
Texas

Recognitions

Affiliations and Public Service

Speeches and Publications

Co-author, “The Direction of the SEC in the Wake of National Association of Private Fund Managers v. SEC,” Securities Regulation Law Journal, October 11, 2024.
Panelist, “MFA First Look: SEC 13D and G Beneficial Ownership Reporting,” Managed Funds Association, October 2023.
Panelist, “Electronic Communications Sweep: How Large and Small Investment Advisers Can Respond,” DFW Financial Services Counsel Roundtable, Dallas, February 2023.
Panelist, “US Regulation: The Trump Impact,” Maples Investment Funds Forum, Grand Cayman, February 2019
Panelist, “New government, new regulation, new perspective,” HFM Dallas Operational Leaders Summit, Dallas, May 2017
Panelist, “Ask a regulator: what the SEC really wants,” HFM Dallas Operational Leaders Summit, May 2016
Panelist, “SEC Examination Priorities and Compliance Best Practices,” Texas Hedge Fund COO/CFO Roundtable Networking Dinner, Dallas, February 2016